Rocky Mountain Energy Corp Sample Contracts

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s/ Ben F. Masters --------------------------------- BEN F. MASTERS (SEAL)
Holographic Systems Inc • April 18th, 2001 • Non-operating establishments
ACQUISITION AGREEMENT
Acquisition Agreement • January 14th, 2003 • Rocky Mountain Energy Corp • Non-operating establishments • Utah

THIS AGREEMENT, dated as of , 2002, is between United States Oil Company ("USO") with offices at 161 Glenview Lane, Evergreen, CO 80439 and Rocky Mountain Energy Corporation ("Rocky Mountain") with offices at 333 North Sam Houston Parkway East, Suite 910, Houston, Texas 77060.

PURCHASE AND SALES AGREEMENT
Purchase and Sales Agreement • August 20th, 2002 • Rocky Mountain Energy Corp • Non-operating establishments • New Mexico

THIS AGREEMENT, dated as of June 1, 2002, is between Regent Energy Corporation ("Seller"), with offices at 10777 Westheimer, Suite 1100, Houston, Texas 77042 and Rocky Mountain Energy Corporation ("Buyer") with offices at 333 North Sam Houston Parkway East, Suite 910, Houston, Texas 77060.

BETWEEN JOHN N. EHRMAN, as Pledgor and INTERNATIONAL MERCANTILE HOLDING GROUP, INC., as Lender
Rocky Mountain Energy Corp • January 14th, 2003 • Non-operating establishments • New York

This Pledge Agreement made as of this 7th day of January, 2003, by and between John N. Ehrman an individual residing at 333 North Sam Houston Parkway E, Suite 910, Houston, Texas 77060 (hereinafter the "Pledgor") and International Mercantile Holding Group, Inc., a New York corporation, with its principal office located at 666 Fifth Avenue, Suite 125, New York, New York 10103 (hereinafter the "Lender").

ACQUISITION AGREEMENT
Acquisition Agreement • January 14th, 2003 • Rocky Mountain Energy Corp • Non-operating establishments • Oregon

THIS AGREEMENT, dated as of , 2002, is between H and N, LLC ("H&N") with offices at 2630 Old Columbia River Rd., Hood River, OR 97031 and Rocky Mountain Energy Corporation ("Rocky Mountain") with offices at 333 North Sam Houston Parkway East, Suite 910, Houston, Texas 77060.

AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • June 6th, 2002 • Rocky Mountain Energy Corp • Non-operating establishments • Utah

THIS AGREEMENT AND PLAN OF REORGANIZATION (this "Agreement") is made this ___day of May, 2002, by and between Emission Control Devices, Inc., a publicly-held, fully reporting corporation incorporated in Nevada ("ECD"); Cavallo Energy, Inc, a Nevada corporation ("Cavallo"); and the persons listed in Exhibit A-1 hereof who are the owners of record of all the issued and outstanding stock of Cavallo who execute and deliver the Agreement ("Cavallo Stockholders"), based on the following:

November 5, 2002 Mr. John N. Ehrman President & C.E.O ROCKY MOUNTAIN ENERGY CORP.
Rocky Mountain Energy Corp • January 21st, 2003 • Non-operating establishments
New York, New York January 7, 2003
Rocky Mountain Energy Corp • January 21st, 2003 • Non-operating establishments

FOR VALUE RECEIVED, the undersigned, John N. Ehrman (the "Borrower"), hereby promises to pay to the order of International Mercantile Holding Group, Inc. (the "Lender") in accordance with the terms and conditions of the Loan Agreement dated the date hereof executed by and between the Borrower and the Lender (as amended, modified or supplemented from time to time (the "Agreement"), the unpaid principal amount of the Loan (as defined in the Agreement) and to pay interest on the unpaid principal amount of the Loan from the date thereof at the rates per annum and for the periods set forth in or established by the Agreement and calculated as provided therein.

CREDIT AGREEMENT PARTIES: Rocky Mountain Energy Corporation, a Nevada corporation, with its principal office located in Houston, Texas. (Borrower) And Marathon Corporation USA, with its office located in Hutchinson, Kansas. (Lender).
Credit Agreement • August 20th, 2002 • Rocky Mountain Energy Corp • Non-operating establishments • Texas

RECITALS: Rocky Mountain Energy and Marathon have previously entered into a strategic alliance agreement which among other things provides for Marathon to support that arrangement with a credit line and/or funding as each case may be. This Credit Agreement in support of that arrangement sets forth the terms of such credits.

LOAN AGREEMENT
Loan Agreement • January 21st, 2003 • Rocky Mountain Energy Corp • Non-operating establishments • New York

This Loan Agreement dated January 7, 2003, between John N. Ehrman, an individual residing at 333 North Sam Houston Parkway E, Suite 910, Houston, Texas 77060 (the "Borrower") and International Mercantile Holding Group, Inc., a New York corporation having a place of business at 666 Fifth Avenue, Suite 125, New York, New York 10103 (the "Lender").

Employee and Consultant Compensation Agreement EMPLOYEE AND CONSULTANT COMPENSATION AGREEMENT
Employee and Consultant Compensation Agreement • February 5th, 2003 • Rocky Mountain Energy Corp • Non-operating establishments • Nevada

THIS EMPLOYEE AND CONSULTANT COMPENSATION AGREEMENT (the "Plan") is made this 1st day of February, 2003, among Rocky Mountain Energy Corporation, a Nevada corporation ("RMEC"); and the following individuals who have executed and delivered this Plan by the execution and delivery of the Counterpart Signature Pages or of a separate Consultant Agreement, which are designated as Exhibits "A" through "H" hereof: Steve Lieberman, Paul Bornstein, Mike Pugh, James Hagar, Cheryl Katzenstein, John N. Ehrman, William Brantley, and W. Roderick Johnson.

Employee and Consultant Compensation Agreement EMPLOYEE AND CONSULTANT COMPENSATION AGREEMENT
Consulting Agreement • March 17th, 2003 • Rocky Mountain Energy Corp • Non-operating establishments • Nevada

THIS EMPLOYEE AND CONSULTANT COMPENSATION AGREEMENT (the "Plan") is made this 10th day of March, 2003, among Rocky Mountain Energy Corporation, a Nevada corporation ("RMEC"); and the following individuals who have executed and delivered this Plan by the execution and delivery of separate Consultant Agreements, which are designated as Exhibits "A" through "E" hereof: Charles Clark, Franklin Fisher, Darren Cioffi, A. Mack, and W Roderick Johnson.

LEGAL CONSULTANT COMPENSATION AGREEMENT
Legal Consultant Compensation Agreement • October 24th, 2002 • Rocky Mountain Energy Corp • Non-operating establishments • Nevada

THIS LEGAL CONSULTANT COMPENSATION AGREEMENT (the "Agreement") is made this 1st day of October 2002, between Rocky Mountain Energy Corporation, a Nevada corporation ("RMEC"), and Michael L. Labertew , who has executed and delivered this Agreement by the execution and delivery of the Counterpart Signature Page which is designated as Exhibit "A"

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